I'm With You
by TheSilverEagle
Summary: This is a story about  mostly  the Marauders and their 5th-7th years and Hogwarts. Snape dwells on with withering friendship with Lily, James decides he's in love, and Sirius meets a new girl, and finds himself with more on his mind than ever before.
1. Bothering Snape

"Potter! Put him down NOW!" shouted Lily Evans

It was the middle of the afternoon at Hogwarts School of Witchcraft and Wizardry. The fifth years had just left Potions class, and were now loitering in the corridors waiting for their Charms lessons.

"Potter, can't you hear me? I said put him down immediately!"

Lily was now racing down to the end of the corridor where James Potter, once again, had Severus Snape suspended upside down in midair. She thought there was a good chance that Severus would end up dangling from a tree without his trousers if someone didn't hurry to intervene.

When she arrived at the scene, she shouted once more "Potter! Are you DEAF? Put him down NOW!"

James turned around lazily, his wand still pointed at the dangling Severus. When he saw it was Lily standing behind him, his hand instinctively flew to his hair to ruffle it. To James, it was most uncool to have tidy hair, especially in front of Lily Evans.

"Well, good day to you, Evans. Come to join the party? We were just giving our friend Snivellus a crash course on Levitation, weren't we boys?"

Sirius, James's best friend and often partner in crime gave a bark of laughter, while Peter Pettigrew, a short, stalky fellow, sniggered obnoxiously, delighted to be in on their joke. Their other friend Remus Lupin stood away from the scene, shaking his head and pretending to be somewhere else.

"Put him down _now_," Lily growled, her hand slowly inching toward her wand.

"Better do what the Lady says, James. It looks like she's ready to do something about it," Sirius said in a voice laced with false concern.

James sighed, savoring the moment. "Alright Lily, if that's what you want…"

"Yes, that's what I want."

"Should I let him down?" asked James, this time addressing the large crowd gathered around them. All the Gryffindors shouted "No!" or "Drop him!" and while a few Slytherins present were "friends" of Snape, self-preservation was the name of the game for them. They looked on indifferently, while James simply basked in the glory of what he had created.

Lily was fuming. She realized, like she did always, that this was exactly what James wanted. This was his gratification. Not only was he able to absorb the adoration the crowds spewed at him, but he had her begging him for something, and he could toy with her as long as he wanted. Having his worst enemy at his mercy was probably just a bonus. She hated giving him that.

Just as she was about to grab her wand and utter the counter-jinx, Sirius interrupted.

"Now wait a minute, Prongs. Snivellus hasn't said anything about wanting to come down. How can we be sure that he's learned his lesson?"

"An excellent point, Padfoot," James said, not at all upset about the opportunity to play the alpha-male a little longer.

"Go on Snivellus, beg. Beg us to let you down, and we will."

"Yes, yes! Make him grovel at your feet James. Go on Snivellus, grovel!" Squealed Peter eagerly.

Intensely reminded of the way his mother spoke to their house elf, Sirius jabbed Peter in the ribs with his elbow, and Peter gave a small yelp. James, Sirius and Lupin all knew that Peter sometimes got caught up in the moment, but this was just a little too much. Peter took the hint, and silenced himself.

"You said you were going to let him down now!" Lily Evans shouted furiously, tired of having to repeat herself.

"All in good time, Evans," James replied smoothly. "The decision has to be unanimous."

Lily shook with anger. This insolent toe rag was the reason her best friend Severus was miserable all day, but right now there was little she could do about it. She could always threaten to take points away for their behavior, she being a Prefect, but what good would that do? Taking points away from her own house would make everyone she knew resent her, and Lily always did the best she could to avoid conflict.

But all this was nothing compared to what Severus Snape felt. His eyes glimmered with a new hatred that was stronger and more violent than ever. His usually pale face was now tomato red because of all the blood rushing down to his head, and waves of nausea continually washed over him, threatening to overcome him. His robes had fallen up over his face to reveal filthy cloths, and a pair of pale, skinny legs.

Everyone knew that James and his friends hated Severus, but their reasons were unclear, as not everyone was familiar with James's "thing" for Lily. They just assumed it was because Severus was a Slytherin with bad hair and no-good friends. And over time, they started to agree with James. Nobody ever disagreed with what the "Marauders" thought.

Severus only wished that he could have a fair duel with James Potter. Just once. Then everyone would see who the better wizard was. With just one word, one flick of his wand, he would have James on his knees. No one had any idea what he was capable of…

At that particular moment, though, all Snape was capable of was waving his arms and kicking his legs, making him look terribly foolish. But that's all James wanted. He wanted Snape to look foolish in front of Lily, but then again she was probably used to seeing that anyway.

The sound of her voice brought him out of his thoughts.

"James Potter, don't think I won't curse you right here. Let him go! What has he ever done to you?"

James ran his fingers through his hair as he contemplated a series of possible responses, before selecting his personal favorite.

"Well, it's more the fact that he exists, if you know what I mean,"

Everyone laughed except for Lily and Remus.

Sirius, still cackling, said, "You know, Evans? I really wish you had a sense of-"

"Hey, James! Look!" Peter squawked suddenly, interrupting Sirius.  
>Snape was flailing his arms again, probably trying to locate his wand. He looked as though he were trying to fly.<p>

"You know, Snivellus, if you want to fly, you really ought to buy yourself a broomstick," Sirius said while James, Peter and the Gryffindors roared with laughter.

"Expelliarmus!" A sudden burst of light, and James's wand flew up into the air. A millisecond later, Severus fell from the air onto his face, and laid there until Professor Flitwick excused his class, rather late, Lily noticed, and ushered the 5th years inside.

James quickly retrieved his wand, and shot Lily a nasty look before ducking into Charms, which Lily purposely ignored. Laughing still amongst themselves, the mixture of Gryffindors and Slytherins filled up the classroom until it was only Lily and Snape left in the corridor.

Lily rushed over to Severus and knelt down beside his greasy head.

"Are you okay, Sev?" Lily asked tenderly. Snape moaned in response.

"It will be worse for you if you don't get up. Come on, try,"

Severus sat himself up, and promptly threw up all over Lily's lap.

Lily stood up in horror. Her face contorted into a look of disgust, and she ran off in the direction of her dormitory. To change her cloths, Severus assumed. But it didn't really matter, because at that moment he was lying in a puddle of his own vomit, looking up into the faces of Professor Flitwick, James Potter, and Sirius Black.


	2. Punishment, Not Playtime

Under the instruction of Madam Pomfrey, a few house elves came to collect Severus. Moaning and groaning, Snape allowed himself to be carried away while his classmates snickered. Professor Flitwick, feeling personally responsible, followed after them calling out bits of advice. "Support his head! Don't drop him!"

"What happened"? asked a brown haired girl named Janelle. Sirius turned to look at her, and didn't see anything that really struck his fancy. Shoulder length brown hair, brown eyes, not particularly skinny. She wasn't bad looking but not a knockout either.

"Oh, well, Snivellus decided to wallow in his own vomit. Not that he'll smell any different; you know how he hates to bathe."

This made Janelle giggle, and Sirius chuckled a little himself. He meant to be funny, but it was probably true.

"Have I ever seen you before?" Sirius asked after a minute.

"Oh, I'm Janelle." Janelle said quickly.

"Oh, yeah. You're in Gryffindor, aren't you?" Sirius asked absent-mindedly, eyeing another girl a few feet away.

"Why, yes… um…" Janelle said almost in whisper. Desperately trying to prolong the conversation, she clung to the first words that came into her head.

"What time is it?" Janelle blurted suddenly. Her face immediately turned red as Sirius gave her a confused look.

"Hmm. It's sixth period right now… that would make it one-ish." James announced after consulting his watch.

"Um, thank you. I'll just be going then." Janelle nodded and ran off towards her friends, face burning hot and eyes stinging with humiliated tears.

"Anytime!" James called after her. Smiling, James turned to Sirius. "What was that all about?"

"Hmm?" Sirius was distracted again by the girl standing near him.

James rolled his eyes. "Never mind."

Sirius didn't even hear him. At the moment, he was eyeing his new favorite specimen, Dianna DiMaria, a pretty blonde whom he, and every other male at Hogwarts, found attractive. She was a Slytherin fifth year like Severus, but Slytherin or not, Sirius could always appreciate a nice set of legs, and other assets as well.

Sirius meandered over to the gaggle of girls to listen in on their conversation.

"And so I was like, 'Ashley, honey, you need to forget about him. He's way too old for you, and he's not even that good-looking.' And then she was like…"

Sirius glanced at James and mouthed "watch this." James grinned and gave him the thumbs up, and Sirius made room for himself in the middle of their circle.

"Excuse me ladies. I was just wondering if I could borrow your friend for a minute."

A number of girls looked at him hopefully, but when he winked at Dianna, Dianna smiled and giggled girlishly. Sirius led her away from the group, while her friends looked on enviously.

"Hey. It's Dianna, right? I just had a question on number 42, and I didn't know who else to ask…"

James laughed at his friend. Sirius didn't need help with question 42. In fact, he never needed any help with his assignments. He was at the top of every class alongside James. "Womanizer," James thought proudly. That was Sirius's trademark. He could smile and flirt his way into any girl's heart. James only wished the same tactics worked on Lily Evans. That would make her a lot easier to figure out.

Thinking of Lily made James want to find Lily, wherever she was. This time she was nowhere in sight. That drove him crazy. Actually, everything she did made him crazy. James thought that Lily would want to stick around and escort Snivellus to the Hospital Wing and knowing her, she would probably try to nurse him back to health. Although James couldn't blame her if she was repulsed by vomit-covered Snivellus. Hell, James was repulsed that creatures like that were even allowed to roam the castle. James knew the crowd Snape hung around with. All their pure-blooded hype freaked him out, and he certainly didn't want Lily getting mixed up in that.

Her tolerance was part of what confused James about Lily. Snape was a greasy freak; hanging around people even nastier than he, if that was possible. He was disgusting, but she was still friendly towards him. Not that the Marauders were perfect gentlemen, but James knew one thing for certain; he would never, ever soil himself in front of Lily Evans.

To the disappointment of the class, Professor Flitwick did come back. Panting and exhausted, he shooed his class back inside.

When James confirmed it with Lupin that Lily had run for it, or so he assumed, James felt free to mock Severus Snape more loudly and rudely than ever. More than once he and Sirius disrupted Charms with whispering and laughing, eventually earning themselves a detention later that evening.

"Ah well, mate, what's one more?" Sirius whispered into his friend's ear, grinning. This would make their third since start-of-term in September, but detention was more than tolerable when the two were together. James smiled, but was disappointed all the same. Detention meant less time to watch Lily study in the common room. Maybe she would be up late enough for him to come back from detention, and he could get a word in then. Sirius would leave him alone. James grinned, energized by his idea. Alone time with Lily Evans. His brain never ceased to amaze him.

James and Sirius spent the rest of the hour recounting Snape's latest episode, reliving their favorite moments, and inventing other details along the way.

By dinner that night, things had returned to their usual lull. Even though James and Sirius wasted no time in telling the whole school that a lad by the name of Snivellus Snape had littered the halls with bodily waste, and was now lying in the infirmary wearing what Sirius delighted in naming "Dignity Pants", James still found himself bored. Peter was busy filling his face, as usual, and Remus had his nose buried in a book regarding their latest interest, the contents of which still being too delicate to test.

Sirius was busy communicating with Dianna across the Great Hall, winking and smiling and such; all of which James was accustomed to seeing Sirius perform. And if it were a fellow Gryffindor, James might understand. He tried to be generous; knowing Sirius had a thing for blondes and everything, but Slytherins were Gryffindor's sworn enemy both on the Quidditch field and in the classroom. This rule was never put aside at any time, not even in the Great Hall. Slytherin girls were permitted to be hot (which few of them were), and Gryffindor boys were permitted to stare, but they were off limits to each other. Was that a little over the top? Maybe. But that's just the way things were at Hogwarts. Or the way they were supposed to be, anyway.

James wasn't familiar with the "rules" regarding Slytherin boys and Gryffindor girls, but he assumed they were the same. Though everyone said Lily and Snape were just friends, James couldn't help but wonder…

Thinking of Snape made James think about Lily, a fact that James didn't necessarily like, but he accepted long ago that most things he thought of eventually made him think of Lily. Searching for his red-headed beauty, (James had many pet-names for Lily in his head, all of which were very private and absolutely none of Sirius's business at all)

James found himself disappointed, as yet again she was absent from an appearance that James looked forward to her making every day. James always enjoyed watching her talk to her friends. He even fancied the way she chewed her food, which was odd, because very few people look attractive in those moments. But his favorite part was when she caught him staring at her, and those emerald eyes would shine for a moment, and then suddenly become intensely occupied with the food on her plate. James thought it was cute the way she was embarrassed over little things like that.

It was really a shame that he had detention soon after this, because he was dying to know what was up. James hadn't seen her since Charms. Lily was friends with Sirius's only ex that was still speaking to him, so maybe he could get the information that way.

No matter what, James had to be sure that nothing would defer his possible late- night conversation with Lily. He rarely got to talk to her, and every time he did it wasn't on his terms and something went wrong.

James finished his mashed potatoes while he watched Sirius and Dianna make hand gestures back and forth. Then Dianna started drawing hearts made out of pink smoke with her wand, and sending them up into the air. James wasn't the only one who noticed. Several students pointed and clapped.

James thought to himself, "Dinner and a show!"

When other far less good-looking Slytherin girls started batting their eyes and giggling in their direction, Sirius agreed that it was time to leave. With a farewell grin at Dianna, and a nod in the general direction of the other Marauders, Sirius and James left the Great Hall.

Halfway up the staircase on the way to the Gryffindor common room, Peter Pettigrew came running up behind them, bits of gravy still sticking to the sides of his mouth.

Sirius turned around. "What's up, Wormy?" Peter struggled to catch his breath. Sirius reasoned that it was lack of regular Quidditch practice that held Peter back physically. It wasn't his fault that he was rubbish on a broom. Taken together with the fact that his stomach was a bottomless pit when mealtime came around, it was no mystery to anyone but Peter where the extra flab came from.

"Oh, nothing. And Sirius, could you lay off on the 'Wormtail' business? You guys haven't even figured out half the directions yet. And besides-" Peter finished in a whisper, "I haven't even decided that's what I want to be yet."

Sirius burst into laughter, and James said "C'mon, Peter. The name suits you already." Peter made a face, and James realized that his already low self esteem could easily be brought down even further, so he chose his words carefully.

"Oh, I'm sorry Peter. I couldn't help myself. I just thought it would be cool if we all had nicknames, like Sirius is Padfoot, I'm Prongs, and Remus in Moony." James winked at Sirius. "Obviously. But you don't have to be Wormtail if you don't want to be. We'll think of something cool." James thought a moment. "How about Slothfoot?" Sirius snorted. "Try again, mate."

James rolled his eyes, and threw an arm around Peter. "We'll think of something."

"Wait!" Peter said suddenly. "What're you guys up to tonight? Chester says he has magazine full of cauldrons, all sizes of them, and he's looking for someone to show them to."

"Cauldrons?" asked Sirius skeptically. "Is that what he told you?"

"Well," Peter grew unusually pink his ears "he said it was something like that."

Sirius chuckled, while James just shook his head. "Sorry, mate. Sirius and I got detention for tonight, remember?"

Peter sighed. "Oh, that's right. I'm so stupid, really I am…"

"Not stupid," Sirius corrected. "Just forgetful."

Peter's lack of self- confidence was really becoming a concern to Sirius. If this nonsense continued, no one would ever respect him. How would he ever get a girlfriend?

James returned his arm around Peter's shoulders.

"Besides, I'm sure Remus would love to have a look at those cauldrons with you."

The three of them laughed, and walked arm in arm up the stairs, past the Fat Lady, and into the Gryffindor common room, where Peter immediately flopped onto a red and gold beanbag, while Sirius and James changed out of their school robes, gathered their books, parchment and quills, and prepared to leave for detention.

On their way to detention, Sirius voiced his concerns to James. They agreed that their friend needed a serious attitude adjustment. Sirius decided that he would mentor him with the ladies, Lupin could help him study, and James said he would do everything else.

"What else could there be?" Sirius asked in surprise. He thought they had covered all of Peter's issues: girls and grades. But James obviously had concerns of his own.

"Personal hygiene, table manners, you know, that sort of thing." James could think of a number of Peter's habits he would like to remedy, but without them he wouldn't be their same old Wormy. They would just cover the basics.

Sirius and James arrived at detention early and picked desks in the very back. The classroom was empty except for a blonde second-year boy who was laying face-down on his desk, snoring loudly.

James sat down at his desk and took out a quill and some parchment. He had Transfiguration homework, and he might as well do it now. Sirius did the same thing. Unrolling his parchment, he studied the question written at the top of his paper.

"Name all the differences between Werewolves and regular wolves"

"Well," Sirius thought. "Werewolves have larger teeth. Regular wolves have smaller claws. Werewolves eat dinner in the Great Hall and sometimes do their homework in the Gryffindor common room. Regular wolves, however, eat unsuspecting woodland creatures and sleep in the forest."

Sirius rolled his parchment back up. No sense in doing today what could always be done tomorrow. He slouched back in his chair, smiling to himself as he imagined how Remus would answer the question. A few seconds later, suddenly uncomfortable, Sirius shifted positions. A few seconds later, he moved again and this time propped his feet up on his desk and tipped back on his chair, feeling more in control of his body this way rather than sitting with all four legs of the chair on the ground.

Not soon after, James began to feel what felt like tiny birds pecking at the back of his neck. He turned around just in time for one of the objects to hit him directly in the forehead.

"Sorry, mate. I hope you don't mind."

Sirius was breaking the ends off of old quills and had been launching them at the back of James's head. James noticed that Sirius had his feet propped up on his desk and was leaning far back in his chair. He was totally at ease, and totally vulnerable.

"Oh, of course not," James said with an evil grin slowly spreading across his face. "But you know, Padfoot, you really should be more careful."

Sirius leaned forward. "And why is that, Prongs?"

"Because you never know when things might get a little…shook up!" James backed his chair into Sirius's desk as hard as he could, almost knocking him off balance, but not quite. Sirius had excellent reflexes. Everyone knew he could play Seeker on the Gryffindor Quidditch team if he really wanted to, but being a chaser was much more enjoyable for him. He once said, "It's a very flexible position, you see. If I feel like scoring a goal, I do it, and if I also feel like knocking, say, a Slytherin off his broom, well, I can do that too!" This struck James as very insightful, but he also knew that Sirius didn't have the attention span in play Seeker.

After barely saving himself from falling flat on his back, Sirius smiled as he said, "Your right, Prongs. Just like you never know when you're going to get your sorry arse beat into the ground!"

And with that, they were off. Sirius pounced on James, tackling him to the ground. James rolled on top of Sirius, and Sirius threw him off, knocking down tables and chairs in the process. They continued like that for a good five minutes before Professor Flitwick heard the commotion and rushed into the room. Just in time too, as Sirius had James pinned to the ground by his shoulders, dangling from his mouth a very large, and extremely disgusting loogie centimeters from touching James's face.

"Boys! Boys! That is quite enough! This is a punishment, not playtime. Now if you would be so kind as to restore my classroom, you may sit down and work on your assignments."

Sirius whipped out his wand, but Professor Flitwick shook his head, and the pair set about restoring the classroom manually, not daring to look at one another. Any eye contact would result in hysterical laughter, and probably another detention.

When they finally sat back down, James continued his transfiguration paper, and Sirius resumed breaking old quills, while he whistled "House of the Rising Sun", a Muggle song he was rather fond of. Sirius enjoyed the music of the Wizarding world, but in general, he thought, Muggle music was just so much better.

Through all of this, the second year continued to sleep.


	3. One More Chance

**What we've Been Looking For**

For the next two hours James sat quietly in his desk and Sirius, well, he did the best he could. By the time they were released it was 10:30 at night. The castle was very quiet as most of the occupants were already in bed.

"Hey, James, do you have the-" Sirius began, but James shook his head. Sirius sighed. No invisibility cloak meant no late-night adventures, which in turn meant they would be going directly to bed. As they came upon the Fat Lady's portrait, they heard voices arguing.

James put his finger to his lips, and motioned for Sirius to follow him a little closer to the voices.

"You didn't have to walk with me, I'm not a child."

James detected the voice of Snivellus, and his ears perked up.

"I never said you were, Sev, but I'm your friend and I'm just trying to help.

James almost jumped out of his skin. That was Lily's voice. He turned to Sirius and mouthed "It's Lily!"

Sirius mouthed back "I know." He pushed James behind a standing suit of armor, so they could see what was happening.

There stood Lily, still wearing her school robes, looking stubbornly at Severus with her arms crossed across her chest.

Snape stood there also looking equally as stubborn. He had a bandage wrapped around his head and held a small bottle of pain-relief potion in his hand.

"Pussy," Sirius thought indignantly. He hadn't even fallen that hard.

But James saw something else on Severus's face that he was all too familiar with. Snape looked at Lily the way Sirius looked at steak: hungrily.

"I never asked for your help!" Severus spat. Lily looked hurt at first, but soon became angry.

"You know what, Severus, you should be grateful that I showed up. If I hadn't, Potter would probably still have you hanging upside down in the air!"

"No, Lily. I could have taken care of it." Severus said.

"Oh, please! It was four on one! You didn't have a chance!" Lily snapped.

Severus sputtered. "No chance? No chance? I'm a better wizard than all of them combined! I know spells you can't even imagine, Lily!"

"And that's a problem, Severus. I know who your other friends are. They're dangerous. So excuse me for trying to keep _you _out of trouble!" Lily took a deep breath, trying to hold back her tears. "You're my friend, okay? I care." That did it. Unable to stop them, salty drops of water stung her eyes and spilled down her face, and broke Snape's heart as well.

"Lily, I'm sorry." He leaned into her, but for what, he didn't know. Not a kiss, not even a hug. Lily didn't feel that way about him, and probably never would.

"No! Don't you do that, Sev. I'm mad at you." Lily wiped her tears away and began to walk towards the portrait of the Fat Lady.

"Well, what can I do to change that?" Snape called after her in desperation.

Lily turned back to him. They gazed at each other a moment. Snape noticed how truly beautiful she was, as he always did every time he saw her. Somehow it still surprised him.

Lily sighed. "One more chance," she thought. "I'll give him one more chance." Severus reminded Lily of a sad puppy. She didn't want to hurt him, but he had to hear this.

"You can start," she began "by ditching those loser friends of yours. Avery, Mulciber, all of them. They're horrible."

Snape thought a moment. Those were his only friends. They were the only ones who didn't harass him, except Lily, of course. He would do anything for Lily.

"Okay, Lily."

"No more dark magic, either." Lily said, more confident this time.

How did she know about that?

"No more dark magic." Snape repeated after her.

Lily smiled. "Okay. Goodnight, Severus."

"Goodnight, Lil-" but she was gone. Severus let out a long breath. Did this mean she actually cared about him?

Snape began to walk down the steps, back to the Slytherin house. For the first time that day, he allowed himself to smile.

Meanwhile, behind the suit of armor, James' blood was boiling. Sirius could feel the heat coming off his best friend, and decided to start with some calming words.

"You know, mate, you could probably talk to her now. She's all happy and whatnot-"

James was furious. "Happy? Do you call that happy, Padfoot? She isn't happy! Did you see the way he talked to her? He made her cry!"

"Yeah, I know. But-"

"He can't just talk to her like that! 'No, Lily. I could've taken care of it.' my ass!" James sat down in a miserable heap on the floor.

"Tell me she's not happy, Padfoot. Not with a slime-ball like that."

Sirius sat down next to his friend. "She's not, Prongs. She just thinks she is." Sirius punched James in the arm. "But that's only because she's never given you a chance."

"Thanks for the lie, Padfoot." James said with a sad smile.

"Anytime," Sirius chuckled.

This was the great thing about James' and Sirius's friendship. They could mess with each other all day, but still come back and have a serious conversation. Sirius couldn't do that with anyone other than the Marauders. The bond that James, Sirius, Remus and Peter shared was sacred. They could always be honest with each other, and weren't afraid to be either. If you needed to copy an assignment because Quidditch practice kept you out late, there was Remus. If you needed someone to make you laugh, there was James. If you were in a fight, be it with wands or fists, you wanted Sirius on your side. And if you needed someone to just listen, there would always be Peter.

James and Sirius sat in silence, pondering this, until a familiar whisper brought them out of their thoughts.

"James! Sirius! You'll never guess what I found in the library!" It was Remus, jogging up the steps towards them. He held his book bag against his chest protectively.

"Hmm. I don't know, Moony. It couldn't be a book, could it?" Sirius said sarcastically.

"Don't be such a smartass. It's more than a book. This," Remus said importantly "is what we've been looking for."

The pair hopped to their feet immediately.

"C'mon Moony, let me see it!" James whined.

"Good things come to those who wait." Remus said mysteriously. "Besides, all Marauders must be present. Let's go somewhere more private. If McGonagall catches me again, I'll be banned from the library for good."

Sirius rolled his eyes. "Whatever, Moony."

James was impatient. "Well, what are we waiting for? Let's _go_."

"What's his problem?" Remus mumbled to Sirius as they walked through the portrait of the Fat Lady.

"He hates Snivellus." Sirius said simply. Moony considered this, and decided to just let it go. They had more important things to discuss.

Upon entering the Common Room, James briefly observed that Lily wasn't there. "I don't care." He told himself. "If she wants to go off and dream about Snivellus, she can. I don't care." But he did care. Seeing Lily and Snape together sickened him. Now, it looked as they were becoming more than friends. That's the way James saw it, anyway.

"Hey. Look who hasn't moved since we left him." Sirius said, pointing to Peter.

Peter was sprawled out on the beanbag, just the way James and Sirius had left him, a small stream of drool trickling down his face.

"Wormy, wake up." Sirius whispered, nudging the sleeping mass with his foot. "Come on, Peter, rise and shine."

"Oh, let him sleep, Sirius." Remus said. "We'll tell him later."

"Come _on_, guys!" James said moodily.

"PETER!" Sirius bellowed. "I haven't got all night!"

Peter sat up with a yelp. He looked up at his friends. "What was that for?"

"For being a lazy git." Sirius said impatiently. "Now let's go."

Together, James, Sirius and Remus hauled a very sleepy, very heavy Peter to his feet, and guided him up the stairs to the boy's dormitory.

"Will Douglas Creevey be gracing us with his presence tonight?" Remus asked.

"Merlin, I hope not." said Sirius in disgust as they opened the door to the dormitory. Douglas would be an okay guy, but he was just so damn annoying. The Marauders could never have a private conversation if he was around. This motivated them to find different hideouts to relocate to if need be, which turned out not to be such a bad thing.

Upon entering, Sirius noticed a lump under Douglas's blankets. It looked lumpy, so naturally, Sirius had to go and poke it. It was soft. Removing the blankets, he saw that it was only pillows and an extra blanket. Sirius recognized this technique as one he often used at home, but never this sloppy.

Sirius turned to his friends, a grin spreading across his face. "Does he think he's sneaking out or something? Does he know that we don't care?" James, Remus and Peter all laughed.

"Alright, I officially call this meeting to order." Remus said once the group assembled themselves in a circle on the floor. James snorted. They sometimes said this as a joke, but they never actually called them "meetings". They weren't _girls_, after all.

"Gentlemen and Wormtail, I'm pleased to present you with," Remus paused for drama. "The answer to all our prayers!" Remus laid the book gingerly in the middle of the circle.

The whole group gasped, and Peter said in awe, "It's beautiful!"

Sirius rolled his eyes. "It's a book, Wormy."

"It's more than a book!" James and Remus said in unison.

Sirius took a second look. It was an ancient looking thing. The cover was made of leather, and some of the pages were hanging out. It looked like a book to Sirius, but he reminded himself that, according to Remus, this was supposed to be "the key to many future adventures", so he kept his observations to himself.

On the front in green lettering, it said "The Art of Transfiguration"

"Hey, Remus, do you even know how to say the authors name? I've never seen it anywhere else, not even in History of Magic or anything."

Remus chortled. "Well, that makes sense. I found it in the Restricted Section." He looked around for a reaction, but found none. Unbeknownst to Remus, James and Sirius checked books out from the restricted section regularly. Forging teachers' signatures was one of Sirius Black's many talents, and the fact that the librarian was near blind made it even easier. Because Remus firmly disapproved of tormenting Snape, James and Sirius saw no reason to tell him.

To avoid explaining this, Sirius continued. "So, Moony, show us what you've got."

"Well," Remus began, "Let's see… okay, chapter seven in all about Animagi. Obviously it says what they are and everything, but if you read a little further, it starts to tell you how, if a wizard wanted to, he could become an Animagus. It says all that you need great magical skill-"

"Which we've got," James said irritably. "This sounds exactly like the last book you got, Moony."

"Well, it's not!" Remus said, his temper rising. "It gives step-by-step instructions-"

"The last one did too!" James said, frustration building up inside him.

"This is different! If you'd just shut up long enough to let me explain-"

Sirius had enough. "Okay! James, shut up. Moony, please continue."

James felt slightly betrayed, then embarrassed by his behavior. It wasn't his friends' fault that the last hour had been a bad one for him.

Quietly, the Marauders sat and listened to Remus. "Okay," Remus began. "This give step-by-step instructions, it also lists the ingredients, just like the last book."

"And the book before that," James mumbled.

Remus sighed, and then continued. He didn't like to be reminded of his previous failures. "Yes. But again, this is different. If you look here, it tells you specifically where to find all the ingredients. That's something we didn't know before!" said Remus triumphantly.

"Yeah, before we thought we were going to have to raid Slughorn's personal stash." Peter said.

"And here's something else we didn't know. According to this, your Animagus can be the same as your Patronus." Remus said.

"Everyone here can make a Patronus, right?" James asked of the group. Sirius and Lupin both nodded.

"Um, I don't mean to sound stupid, but what is a Patronus?" Peter asked, suddenly shy. He hated being "out of the loop" when it came to the Marauders.

"Aw, shit, Peter. I told you to come over to my house this summer! Andromeda was showing us how, wasn't she guys?" Sirius said in dismay.

"Well, I'm sorry! That's when you were having your "Black Family Reunion" and I didn't want to intrude. Besides," Peter said quietly "my mum doesn't want me around Bellatrix."

"Yeah well… you still should've been there. Bellatrix _was_ awful, but that's why I wanted you guys there. You're like my family, only better." Sirius said. The group nodded, fully agreeing. Sirius's family life sucked, and the guys didn't blame him for wanting some company in the long weeks of summer.

James sighed. "Well, this presents a problem. We don't know for sure what Peter's Patronus is. I mean, we all kind of figured he'd turn into a rat, but what if he turns into… I don't know… a butterfly? What then?"

"Do you honestly think I'm going to turn into a butterfly?" Peter asked, irritated with James's assumption.

"Of course not, Pete, but I'm just saying, what if it's something you don't want?" James said, again, choosing his words carefully.

"Well, it also says here, "If the wizard, for any reason, does not want his Animagus form to match his Patronus,"

Remus winced. "I don't know, Peter. This sounds pretty gross."

"Oh, c'mon, he can take it." Sirius said, urging Remus to continue reading.

"Well, it says that you have to put a piece of that animal in the potion before you drink it." Remus shuddered. "I'd say a rat is you best option, Peter. Which would you rather eat, a toenail off of a rat, or a toenail off of a bear?"

"We need to consider which is easiest to get. I agree with Moony." Sirius said. "Unless you want to see what your Patronus is first."

Peter considered this. His Patronus _would_ probably turn into a butterfly. Even a rat was better than that.

"Okay," he sighed. "Put me down for rat, I guess."

"Excellent! So let's see… we need a rat toenail, some mashed orchids…" Sirius ran to get some parchment and a quill and began making a list as Remus read the ingredients to him.

As his friends talked, James found himself becoming very sleepy. I slowly crawled into his four-poster bed, and fount that his spirits had been lifted very much. As he fell back onto is pillow, he felt like the luckiest boy in the world. He had the best friends anyone could ever ask for, he was learning magic at the finest school in Britain, and Quidditch practice started in a few days. With Lily pushed far from his mind, he was fast asleep in seconds.

Author's note: I would love some reviews, please! This is my very first fan-fic ever, so some feedback on the story would be much appreciated! Thanks!


	4. What Friends Are For

In the morning, the atmosphere around the table was a light one as the Marauders sat together enjoying French toast, eggs, and sausage.

For James, the calm he felt going to sleep had lasted him until the morning. He hadn't seen Lily yet. Sirius had managed to occupy him with other things though, like Quidditch practice, the upcoming trip to Hogsmeade, and of course, their latest project: becoming Animagi. It seemed to be doing wonders.

"So, I think I'm going to ask Dianna to come to Hogsmeade with me," Sirius said between mouthfuls of French toast.

"Good plan, mate. Are you taking her anywhere special?" James asked politely, though he still didn't approve of his friend seeing a Slytherin.

"Oh, you know, Honeyduke's, Zonko's Joke Shop, the Three Broomsticks, the usual," Sirius said with a slight grin.

James laughed at this. They both knew that every one of Sirius's relationships started out exactly the same. First, a tour of Hogsmeade, then midnight strolls through the castle grounds (James gladly lent Sirius with invisibility cloak for this), and then, if it ever got this far, the girl would be invited to the occasional Quidditch practice, but at the request of the team, this is where the relationship usually ended. No one could stand the constant squealing and giggling in the stands when they were trying to perfect their game.

"Well, don't get mad at me or anything, but I've heard stuff about Dianna. Stuff from other guys," said James cautiously.

Sirius narrowed his eyes. "Like what? I know you don't like Slytherins, but Prongs-"

"It has nothing to do with her being a Slytherin!" James argued. "Just don't do anything stupid, okay, Padfoot?"

"Yeah, whatever," Sirius muttered. The truth was, Sirius had also heard things about Dianna. He assured himself that probably less than half of it was true, and besides, Sirius wasn't looking for things to go in that direction at all. At least, not yet. He had only thought as far ahead as his next Quidditch game against Slytherin. By that time he would have someone to go to Hogsmeade with, a date for the Halloween Ball, and someone to cheer him on at his game. Not that there weren't plenty of people for that already, but having a special girl in the stands was, well, special.

Just then, Douglas Johnson sat down at the table next to Remus with a big, stupid grin spread across his freckled face. Happy to have something to draw the attention away from himself, Sirius immediately started in on Douglas.

"So, Doug, did you have a late night last night?"

"You wouldn't believe me even if I told you," Douglas sniffed, suddenly guarded.

"Try me," Sirius challenged.

"I had a date with the future Mrs. Douglas Johnson," said Douglas smugly.

"Oh, and who would that be?" asked James, entertained by the idea of Douglas trying to talk to a girl. Douglas pointed in the direction Dianna DiMaria, and the Marauders exchanged looks of horror mixed with disgust.

"But, I thought-" Peter began, but James kicked him from under the table and shook his head.

"I'm sorry. I forgot that I wasn't allowed to have thoughts," Peter said angrily. James cringed when Lily shot him a dirty look from across the table, and silently vowed to kill Peter after breakfast.

"She's hot stuff, that one. I'm one hundred percent certain she is my soul mate," Douglas gushed, a dreamy, faraway look in his eyes.

Sirius wrinkled his nose. "We'll just see about that, won't we?"

He hopped up from his seat and marched directly over to the Slytherin table, vaguely hearing Remus call after him, "Don't do anything stupid, Sirius!" How many times did he have to hear that this morning?

Dianna was sitting with the same group of girls she was with the day before. As Sirius approached her, he could feel her friends' beady, ugly eyes drinking him in, but he didn't care. He was on a mission.

"Hey, Di, can I talk to you alone for a minute?" Sirius asked coolly.

"Sure," she said. As she stood up Sirius noticed she was wearing a low-cut pink t-shirt and jeans. Today was Saturday, and students weren't confined to their school uniforms on Saturdays.

Sirius led her behind a pillar near the entrance to the Great Hall.

"So, what's up?" Dianna asked casually.

"Nothing. Well, actually, I'm struggling a little in Transfiguration. Know of any good tutors?" Sirius said sarcastically.

This caught Dianna off guard, but then eyes became slits. "If this is about me helping Douglas with his homework in the library last night, you really need to grow up."

"Well, I'm sorry, I was just under the impression that you and I were…" Sirius trailed off, feeling foolish.

Dianna raised her eyebrows. "Do I detect jealousy, Sirius Black?"

Sirius faltered. "No! Me, jealous? You have to be joking."

Dianna frowned. "That's funny, if I didn't know any better I'd say that you were-"

"Will you go to Hogsmeade with me, or not?" Sirius blurted, and felt himself go red around the ears. What was this? He'd never felt so nervous in front of anyone before! Well, except for that time his mother caught him sneaking in the house in the middle of the night with James… but that was a different kind of nervous. Sheer terror was more like it.

To his delight, Dianna smiled a beautiful white smile, and to his utter bewilderment, her hands travelled to the zipper on his sweatshirt, playfully tugging at it. Sirius blushed more violently than ever.

"Of course I'll go to Hogsmeade with you," she said flirtatiously.

Inwardly Sirius breathed a sigh of relief. Maybe blushing made him look sexier, like he'd just played a particularly rough game of Quidditch.

"Brilliant!" he said. As he leaned in to kiss her, he felt his lips meet nothing but air. Opening his eyes, he realized she was already walking back to her table. Sirius stood mesmerized as he watched her long blonde hair swish back and forth until she sat down with her beady-eyed friends.

Dianna caught him staring after her and winked at him, and Sirius's heart did a little leap.

Only when Sirius reached the Gryffindor table did he begin to breathe again, his heart rate returning to normal.

"Success?" James asked wryly.

"I think so."

"Merlin, Sirius! She couldn't keep her hands off you! If that isn't success, I don't know what is!" Remus exclaimed. Though he didn't make a show of it like Sirius did, Remus was just as interested in girls as any boy his age. He'd smuggled a dirty Muggle magazine or two into the dorms before, and he'd even kissed a girl last summer. He just preferred to think of himself as a gentleman, and gentlemen weren't on the prowl for girls every minute of every day. Remus felt like enough of an animal as it was; he didn't need it in every aspect of his life.

"Sirius, how do you do it?" James asked after a minute.

"Do what, mate?"

"Don't act like you don't know. Girls fall over themselves to be with you. I can't even get _one_," James said, staring longingly at Lily.

Sirius sighed. Boring, lovesick James was back. Would this ever end? "No, you just can't get _that_ one," Sirius said, trying to sound encouraging. "There are plenty of girls who would go out with you. You're a Gryffindor chaser, for Merlin's sake! Act like it!"

James wasn't sure what Sirius mean by "acting like" a Gryffindor chaser. If it meant finding a new girl every couple of weeks, James wasn't interested. It was Lily, or no one.

"I think you're both wasting your time," Douglas said hotly, "You'll never get girlfriends!"

Sirius was taken aback. "Listen, mate, if this is about Dianna, I don't want that to-"

"Whatever! You're both lousy jerks!" Douglas shouted at him. With that, he stomped away from the table and out of the Great Hall.

"At least I don't take my dates to the library!" Sirius bellowed after him.

Across the table, Lily Evans barely managed to stifle the laughter that was bubbling up inside her. _Way to go, Douglas!_ She thought proudly. It took a lot of courage to stand up the Marauders.

Sirius sat there fuming, until a barely audible voice next to his ear interrupted him.

"I don't think you're a jerk," said Janelle. "You're actually quite decent."

Sirius exchanged mystified looks with James.

Janelle tried to smile but realized that he must have already forgotten her.

Remus could feel and uncomfortable silence coming on, and in an effort to spare Janelle, said, "Hey, Janelle! What's up?"

"Nothing at all. What about you guys?" Janelle said casually, following Remus's lead.

"Not much. Sirius, James, Peter, you remember Janelle Farraday, don't you?" James and Peter nodded enthusiastically, but Sirius was deep within his own thoughts, where a brilliant idea was brewing.

"Hey, Janelle, you know my friend James, don't you?" Sirius said.

"You idiot, I just introduced them," said Remus in disbelief.

"James is going to Hogsmeade next weekend, and he needs someone to, well, keep him company. I'd do it myself, but I'm busy. What do you say?" Sirius asked eagerly.

"Well…" Janelle couldn't help but notice James shaking his head vigorously at his friend, but Sirius didn't seem to notice. She wasn't interested in James, either. Then again, he was one step away from Sirius. They were best friends, weren't they?"

"Sure, I'll go. But only if he wants to," She added quickly.

"Excellent! Hear that, James? It's a date!" Sirius announced. He felt bad for James, never having a girlfriend. Lily obviously wasn't interested, and James deserved to have a little fun.

James laid his head on the table miserably.

Taking the hint, Janelle said farewell to Remus and walked away feeling more awkward than she ever had before.

"What thei hell/i was that?" James croaked. "I don't want to go anywhere with her! I've never even spoken to her before!"

"Well you're going. If I have to put you under the Imperius curse myself, you're going," Sirius said sternly. "And I haven't even heard a 'thank-you' yet! Really, Padfoot, this is what friends are for. I may have just set you up with the girl of your dreams."

"The idiot is right, you know," Remus said. "All this melancholy 'boo-hoo, Lily doesn't love me' bullshit has to end."

James was shocked. Remus never swore, and he rarely took Sirius' side in anything like this. He sighed in defeat. "Fine, what am I supposed to do with her?"

Sirius shrugged. "I don't know."

"This was your idea! Help me!" cried James.

"I don't know… how about the Shrieking Shack?" Sirius suggested. Remus looked at him sharply, and he recoiled. "Well, I don't know. What about you, Wormy? Thoughts?"

Peter sat there quietly, and for a second Sirius wondered if he heard him. After a moment, he said, "Do you guys think if Dianna would go out with Douglas, she would go out with me?"

The group stared at him in bewilderment.

"Well, what do you think?" Peter persisted.

Sirius shook his head and ignored him. He didn't dignify stupid questions with answers.

Across the Great Hall sitting at the Slytherin table was Severus Snape, pretending to read one of his textbooks.

"Hey Snivellus!" shouted a first-year Hufflepuff.

Severus cursed at him without even looking up from his book, silencing the boy.

It was difficult for Severus to ignore his Slytherin friends. He reminded himself that he was doing it for Lily, and that reading a book and pretending not to exist was the best thing for him to do to keep his promise to her. It was less shameful than eating in the bathrooms and just as effective. Pretending not to exist came easily to Severus. He had lots of practice here, as well as at home. It was sometimes his only coping mechanism.

This morning, Severus was wrestling with an idea that had blossomed in this mind on the way to the Slytherin dormitory the previous night. He'd decided to ask Lily to come to Hogsmeade with him, then decided not to, then decided that he would, the decided he wasn't going at all. After repeating this several times and giving himself a headache, Severus told himself that yes, he was going to ask Lily to come to Hogsmeade with him. And no, he wasn't changing his mind anymore after this.

As the Great Hall started to empty, Severus spotted Lily. She was hard to miss with her flaming red hair. She was leaving with a group of friends and chasing after her would not be easy, so Severus decided to wait a little longer until the crowd thinned out.

The Great Hall was almost empty by the time Severus made his move. Dashing out of the Great Hall and up the stairs, he spotted Lily once more. What was she doing?

"Five points from Gryffindor!"

"What the hell, Evans?i You're /iin Gryffindor!"

"Ten! Ten points from Gryffindor! I'm not messing around, Black!"

Sirius and Lily both had their wands drawn and pointed at each other, looking murderous. Severus drew his wand also, but wasn't in any hurry to join in. She didn't need his help. Lily was anything but incompetent.

"C'mon Padfoot, let's just go." That was Remus, the only Marauder that Severus could stand… sort of. He didn't ever hex Severus himself, but he let it happen, which was just as unforgivable.

Remus repeated what he'd said, but no one was listening.

"We didn't even do anything!" James shouted at Lily.

"Yes you did, you know you did!" Lily's eyes appeared to be popping out of her skull, which was an odd sight to see as she was always so calm. No one had ever seen her so agitated.

"Since when is saying, 'Snivelly is a dunderheaded Death Eater' a crime?" Sirius shouted.

"Because it's a lie! You don't know anything! Any of you! All you do is lie and make everyone else around you miserable!" Lily screeched, pointing this last sentence directly at James. She hated him the most.

James was hurt, and Sirius was irate. "You bloody hypocrite! You do the same damn thing! Take points away from yourself, why don't you?"

"I am not a hypocrite!" Lily snapped back.

"You bloody well are! Take Snivellus, for example! You run around with him all day, all friendly and whatnot, but in the common room- yes, Evans, other people can hear you- all you can say to your friends is that you feel sorry for him and that he's really such a freak! I do a lot of stuff, Lily, but I don't betray my friends!" Sirius roared.

Lily gasped and her face turned bright red. A large group of people had gathered around them (the Marauders always seemed to attract this kind of attention), and they were all looking at her like she was something ugly and disgusting, not to be trusted.

Severus' heart fell to his stomach, and he felt like he could throw up all over her again. How could she have said those things? iWhen/i did she say those things? Was it last night, after she confessed that she truly did care about him? All this time, Severus thought the Marauders were his only enemy. How foolish he felt now.

Sirius knew he had the upper hand now. He could choose to diffuse the situation, or blow it up. The truth about Lily was that she'd only spoken of Severus this way one time that he knew of, and that was last year. Even so, what right did she have to take away points and accuse him of doing the exact same things she herself did? Did the House Cup mean nothing to her?

Deciding that he was satisfied with what he had created, Sirius led the Marauders toward the Gryffindor House, leaving Lily standing there, feeling more alone than she ever had before.

The crowd of students began to leave, each contributing a snarky remark or a dirty look to Lily's misery.

Just then, Professor Slughorn came jogging up the steps. "My dear girl, what on earth is the matter? I thought I heard shouting!"

"It was nothing. Just a heated argument about Quidditch is all," Lily lied, blinking profusely. She'd never cried in front of a professor and wasn't going to start now.

Slughorn chuckled, "Ah, well. Boys will be boys. Not to say girls can't enjoy Quidditch. There's actually quite a few on the Slytherin team this year. But I've yet to see girls get into a fist-fight over it, though!" he paused a moment. "Say, I'm having a little start-of-term get-together in a few days, and it would be a pleasure to have you."

Lily plastered a pretend smile across her face. "It would be a pleasure to attend, sir."

"Excellent! I'll let you in of the details when I have them figured out!" Slughorn said merrily, walking back to his office.

"I can't wait!" Lily called after him. But she could. She could wait a lifetime. Usually when unpleasant events such as these arose, Lily brought Severus with her as her date. But the look he was giving her right now clearly stated he would never be going anywhere with her ever again.

"Severus," she began. There weren't enough words to explain how she felt right now. Angry? Guilty? Betrayed? All of these, and more.

"Save your breath," he said harshly. He tried to walk past her but she wouldn't let him. Not before she got to explain herself.

"Severus, please, listen to me," she begged, but it was no use. He pushed past her and continued on his way, but to where, he didn't know.

"I thought we were friends!" he called over his shoulder.

"We are! Please, let me explain!" Lily pleaded. She thought about chasing after him, but right now she was afraid to get too close to him. What he needed right now was space. She'd talk to him later. She had to.

Severus turned random corners and took staircases he'd never seen before. Only when he found himself in a deserted corridor did he let himself sink to the floor, tears flowing freely down his face.

**Author's note:** Thank you for reading my story! I would really, really appreciate some more reviews. I cherish each and every one of them!


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